SimSimi Inc. APIs Terms of Service

 
Thank you for using SimSimi Inc.'s APIs. These APIs are provided by SimSimi Inc. (referred to as SimSimi Inc., we, our, or us in these terms), located at 6F, Jena, 891-36, Daechi, Gangnam, Seoul, S.Korea
 
These terms outline your rights and responsibilities when using our APIs, so read them carefully. Additional terms may apply to the use of an API, including additional terms of service, terms within the accompanying API documentation, and any applicable policies or guidelines. If there is a conflict between these terms and the additional terms, the additional terms apply for that conflict. If you use the APIs as an interface to, or in conjunction with other SimSimi Inc. products and services, then the terms for such products and services also apply.
 
Section 1 : Account and Registration

Accepting the Terms 
You may not use the APIs and may not accept the Terms if (a) you are not of legal age to form a binding contract with SimSimi Inc., or (b) you are a person barred from using or receiving the APIs under the applicable laws of the S.Korea or other countries including the country in which you are resident or from which you use the APIs.
 
Your SimSimi developer Account
Account You may need to create a SimSimi developer account in order to use an API. If you are using a SimSimi developer account assigned to you by an administrator, your legal relationship with your administrator may affect that account. It's your responsibility to keep your password, account credentials, and accounts secure. If you learn of any unauthorized use of your account,
Contact  API@simsimi.com
 
Registration
In order to access certain APIs you may be required to provide certain information (such as Credit card information, identification or contact details) as part of the registration process for the APIs, or as part of your continued use of the APIs. You agree that any registration information you give to SimSimi Inc. will always be accurate and up to date.
 


Section 2 : Using Our APIs

Your End Users
You will require your end users to comply with any applicable law and these terms. You will not knowingly enable your end users to violate applicable law or these terms.
Compliance with Law
You will use our APIs only as permitted by law (including without limitation laws regarding the import or export of data or software, privacy, or local laws). You will not use the APIs to encourage or promote illegal activity.
 
Permitted Access
You will only access (or attempt to access) an API by the means described in the documentation of that API. If SimSimi Inc. assigns you developer credentials or Client IDs, you must use them with the applicable APIs. You will not misrepresent or mask either your identity or your API Client's identity when using the APIs or developer accounts.
 
API Limitations
SimSimi Inc. may set limits on the number of API requests that you can make, at its sole discretion. You agree to such limitations and will not attempt to circumvent such limitations.
 
Monitoring
SimSimi Inc. may monitor the use of the APIs to ensure quality, improve SimSimi Inc. products and services, and verify your compliance with these terms. You will not interfere with such monitoring. SimSimi Inc. may use any technical means to overcome such interference.
 
Communication with SimSimi Inc.
You agree that we may send you certain communications in connection with your use of the APIs.
 
Feedback
If you provide feedback or suggestions about our APIs, then we may use such information without obligation to you.
 

Section3 : Your API Clients
 
API Clients
The APIs are designed to help you enhance your websites and applications (API Client(s)). SimSimi Inc. reserves the right to investigate any API Client for compliance with these terms. Such investigations may include SimSimi Inc. accessing and using your API Client, for example to identify security issues that could affect SimSimi Inc. or its users. You consent to any such investigation. SimSimi Inc. may suspend access to our APIs by you or your API Client without notice if we reasonably believe that you are in violation of these terms.
 
 
Security
You will use commercially reasonable efforts to protect user information collected by your API Client, including personally identifiable information, from unauthorized access or use and will promptly report to your users any unauthorized access or use of such information.
 
Ownership
SimSimi Inc. does not acquire ownership in your API Clients, and by using our APIs, you do not acquire ownership of any rights in our APIs or the content that is accessed through our APIs.
 
User Privacy and API Clients
You will provide and adhere to a privacy policy for your API Client that clearly and accurately describes to users of your API Client what user information you collect (such as login information and SimSimi developer account data) and how you use and share such information (including for advertising) with SimSimi Inc. and third parties.
 
Section 4 : Prohibitions

API Prohibitions  When using the APIs, the following prohibitions apply:
1.     You will not sublicense an API for use by a third party. Consequently, you will not create an API Client that functions substantially the same as the APIs and offer it for use by third parties.
2.     You will not perform an action with the intent of introducing to SimSimi Inc. products and services any viruses, worms, defects, Trojan horses, malware or any items of a destructive nature.
3.     You will not defame, abuse, harass, stalk or threaten others.
4.     You will not interfere with or disrupt the APIs or the servers or networks providing the APIs.
5.     You will not promote or facilitate unlawful online gambling or disruptive commercial messages or advertisements.
6.     You will not reverse engineer or attempt to extract/save the source code, API contents from any API or any related software, except to the extent that this restriction is expressly prohibited by applicable law.
7.     Certain developer credentials are, by their nature, considered confidential. You will not disclose such confidential credentials to any third party except your agent(s) using such information solely on your behalf in accordance with these terms and under a written duty of confidentiality.
8.     Our communications to you may contain SimSimi Inc. confidential information. If you receive any materials or communications that are clearly confidential or marked confidential, then you will not disclose the SimSimi Inc. confidential information to any third party without SimSimi Inc.'s prior written consent.

Competitive Product
You shall not use, distribute, sell or otherwise deal with any products similar to or 
competitive in the SimSimi Inc’s API withour prior consent of SimSimi Inc. in writing. 

 
Section 5 : Content
 Content Accessible Through Our APIs contain some third party content (such as text, images, videos, audio, link, or software). This content is the sole responsibility of the person that makes it available. We may sometimes review content to determine whether it is illegal or violates our policies, and we may remove or refuse to display content. Finally, content accessible through our APIs may be subject to intellectual property rights, and, if so, you may not use it unless you are licensed to do so by the owner of that content or are otherwise permitted by law. Your access to the content provided by the API may be restricted, limited, or filtered in accordance with local laws, regulations, and policies.
 
Submission of Content
Some of our APIs allow the submission of content, and except as expressly provided in these terms, SimSimi Inc. does not acquire any ownership of any intellectual property rights that you or your end users hold in the content that you submit to our APIs through your API Client. By submitting, posting or displaying content to or from the APIs through your API Client, you give SimSimi Inc. a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such content. However, SimSimi Inc. will only use such content for the purpose of enabling SimSimi Inc. to provide the APIs and only in accordance with the applicable SimSimi Inc. privacy policies. You agree that this license includes a right for SimSimi Inc. to make such content available to other companies, organizations or individuals with whom SimSimi Inc. has relationships for the provision of syndicated services, and to use such content in connection with the provision of those services. Before you submit content to our APIs through your API Client, ensure that you have the necessary rights (including the necessary rights from your end users) to grant us the license.

 
Retrieval of content
When a user's non-public content is obtained through the APIs, you may not expose that content to other users or to third parties without explicit opt-in consent from that user.

Prohibitions on Content
Unless expressly permitted by the content owner or by applicable law, you agree that you will not, and will not permit your end users to, do the following with content returned from the APIs:
1.     Scrape, build databases or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header;
2.     Copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display or sublicense to any third party;
3.     Misrepresent the source or ownership; or Remove, obscure, or alter any copyright, trademark or other proprietary rights notices, falsify or delete any author attributions, legal notices or other labels of the origin or source of material.
 
Section 6: Brand Features; Attribution
 
Brand Features
"Brand Features" is defined as the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party. Except where expressly stated, these terms do not grant either party any right, title, or interest in or to the other party's Brand Features. All use by you of SimSimi Inc.'s Brand Features (including any goodwill associated therewith) will inure to the benefit of SimSimi Inc..
 
Attribution
You agree to display any attribution(s) required by SimSimi Inc. as described in the documentation for the API. SimSimi Inc. hereby grants to you a nontransferable, nonsublicenseable, nonexclusive license during the term to display SimSimi Inc.'s Brand Features for the purpose of promoting or advertising that you use the APIs. You must only use the SimSimi Inc. Brand Features in accordance with these terms and for the purpose of fulfilling your obligations under this Section. In using SimSimi Inc.'s Brand Features, you must follow the SimSimi Inc. Brand Features Use Guidelines at http://developer.SimSimi.com/api/brand_logo  You understand and agree that SimSimi Inc. has the sole discretion to determine whether your attribution(s) and use of SimSimi Inc.'s Brand Features are in accordance with the above requirements and guidelines.
 
Publicity
You will not make any statement regarding your use of an API which suggests partnership with, sponsorship by or endorsement by SimSimi Inc. without SimSimi Inc.'s prior written approval.
 

Promotional and Marketing
Use In the course of promoting, marketing, or demonstrating the APIs you are using and the associated SimSimi Inc. products, SimSimi Inc. may produce and distribute incidental depictions, including screenshots, video, or other content from your API Client, and may use your company or product name. You grant us all necessary rights for the above purposes.
 
 
Section 7 : Privacy and Copyright Protection
 
SimSimi Inc. Privacy Policies
By using our APIs, you agree that SimSimi Inc. can use submitted information in accordance with our privacy policies
 
Fee
The SimSimi Conversation API is provided to you without any free usage quota at all.(except free trial, 100 transaction/day) You will be charged for each successful request you make through the SimSimi Conversation API. The usage charges for the SimSimi Conversation API ("Usage Charges") can be found at http://developers.simsimi.com
 
A bill will be issued to your online account for all Usage Charges accrued in a calendar month. You will be responsible for Usage Charges in your online account, and will pay all Usage Charges in U.S. Dollars or in such other currency as agreed to in writing by the parties. Unless agreed to by the parties in writing, you will pay all Usage Charges in accordance with the following payment terms
 
Late payments may bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less). Usage Charges are exclusive of taxes. You are responsible for paying all taxes and government charges, and all reasonable expenses and attorneys fees SimSimi Inc. incurs collecting late amounts. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within 60 days after the charge (this does not affect your credit card issuer rights). Usage Charges are solely based on SimSimi Inc's measurements of your use of the SimSimi Conversation API, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if any) are at the discretion of SimSimi Inc. and only in the form of credit for the SimSimi Conversation API. Nothing in these terms obligates SimSimi Inc. to extend credit to any party. You acknowledge and agree that any credit card and related billing and payment information that you provide to SimSimi Inc. may be shared by SimSimi Inc. with companies who work on SimSimi Inc.'s behalf, such as payment processors or credit agencies, solely for the purposes of checking credit, effecting payment to SimSimi Inc. and servicing your account. SimSimi Inc. may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. SimSimi Inc. will not be liable for any use or disclosure of such information by such third parties. SimSimi Inc. reserves the right to discontinue the provision of the SimSimi Conversation API to you for any late payments.
 
SimSimi Inc. may change its fees and payment policies/charges for the SimSimi Conversation APIs with 30 days prior notice. Any outstanding balance becomes immediately due and payable upon termination of these terms for any reason.
 
You may not access the SimSimi Conversation API in a manner intended to avoid incurring fees.
 

Section 8: Termination
 
Termination
You may stop using our APIs at any time. SimSimi Inc. reserves the right to terminate these terms or discontinue the APIs or any portion or feature for any reason and at any time without liability or other obligation to you.
 
Your Obligations Post-Termination
Upon any termination of these terms or discontinuation of your access to an API, you will immediately stop using the API, cease all use of the SimSimi Inc. Brand Features, and delete any cached or stored content that was permitted by the cache header under this terms of service. SimSimi Inc. may independently communicate with any account owner whose account(s) are associated with your API Client and developer credentials to provide notice of the termination of your right to use an API.
 
Surviving Provisions
When these terms come to an end, those terms that by their nature are intended to continue indefinitely will continue to apply, including but not limited to: Sections 8,9 and 10


 
Section 9 : Liability for our APIs
WARRANTIES
NEITHER SIMSIMI INC. NOR ITS SUPPLIERS OR DISTRIBUTORS MAKE ANY SPECIFIC PROMISES ABOUT THE APIS. FOR EXAMPLE, WE DON'T MAKE ANY COMMITMENTS ABOUT THE QUALITY OF THE APIS OR THE CONTENT ACCESSED THROUGH THE APIS, THEIR RELIABILITY, AVAILABILITY OR ABILITY TO MEET YOUR NEEDS. THE APIS AND CONTENT ACCESSED THROUGH THE APIS ARE PROVIDED "AS IS". SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF THE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL IMPLIED WARRANTIES.
 
LIMITATION OF LIABILITY
WHEN PERMITTED BY LAW, SIMSIMI INC., AND SIMSIMI INC.'S SUPPLIERS AND DISTRIBUTORS, WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES. TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF SIMSIMI INC., AND ITS SUPPLIERS AND DISTRIBUTORS, FOR ANY CLAIM UNDER THESE TERMS, INCLUDING FOR ANY WARRANTIES THAT MAY NOT LEGALLY BE EXCLUDED, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE APIS (OR, IF WE CHOOSE, TO SUPPLYING YOU THE APIS AGAIN) DURING THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY. NOTHING IN THESE TERMS LIMITS YOUR RESPONSIBILITY FOR INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. IN ALL CASES, SIMSIMI INC., AND ITS SUPPLIERS AND DISTRIBUTORS, WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
 
Indemnification
You agree to hold harmless and indemnify SimSimi Inc., and its subsidiaries, affiliates, officers, agents, and employees, or partners, from and against any third party claim arising from or in any way related to:
1. your misuse or your end user's misuse of the APIs; or
2. your violation or your end user's violation of these terms, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, SimSimi Inc. will provide you with written notice of such claim, suit or action.
 



Section 10 : General Provisions
 
Modification
We may modify these terms or any additional terms that apply to an API occasionally, for example, to reflect changes to the law or changes to our APIs. We'll post notice of modifications to these terms or the additional terms within the documentation of each applicable API. Changes are effective seven (7) days after they are posted. However, changes specific to new functionality for an API or changes made for legal reasons will be effective immediately. You agree that your continued use of the API constitutes an acceptance of the modified terms.
 
General Legal Terms
These terms control the relationship between SimSimi Inc. and you. They do not create any third party beneficiary rights. If you do not comply with these terms, and SimSimi Inc. does not take action right away, this does not mean that SimSimi Inc. is giving up any rights that it may have (such as taking action in the future). If it turns out that a particular term is not enforceable, this will not affect any other terms. The laws of S.Korea, will apply to any disputes arising out of or related to these terms or the services. ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL BE LITIGATED EXCLUSIVELY IN THE SEOUL CENTRAL DISTRICT COURT , AND YOU AND SIMSIMI INC. CONSENT TO PERSONAL JURISDICTION IN THOSE COURTS.